Highland Industries Ltd. के निदेशक की रिपोर्ट

Mar 31, 2011

TO THE MEMBERS OF HIGHLAND INDUSTRIES LTD.

The directors have pleasure in presenting before you the Annual Report of the company together with the Audited Statement of Accounts for the year ended 31st March, 2011

FINANCIAL RESULTS 2010-2011 2009-2010

Turn Over 1,754,602,690 921,210,837

Profit(Loss) Before Tax 10,068,886 3,996,905

Provision for Taxation 3,300,000 1,235,000

Profit (Loss) After Tax 6,768,886 2,761,905

OPERATIONAL HIGHLIGHTS

During the year under review, company has posted a turnover of Rs.175.46 cr as against previous year turnover of Rs 92.12 cr, registering about 100% growth. company has made significant efforts in creation of market and name for its quality, Further to report that company is taken serious initiatives for development of business and make dent in market share through good marketing strategies, your directors are therefore confident of coming out with significant growth in the future years and thereby wiping out losses incurred in the previous years and posting a decent growth.

PUBLIC DEPOSITS

During the period under review the company did not accept deposits in terms of section 58 A of the companies Act, 1956 and pursuant to the provision of the Non-Banking financial Companies (Reserve Bank) Direction 1997.

DIRECTORS

Mr.Sandip Sheth, Director of the company retires by rotation at this Annual General Meeting and being eligible, offers himself for re-appointment. The brief resume and other details of directors, who are to be re-appointed as stipulated under clause 49 (IV)(G) of the listing agreement, are furnished in the corporate Governance Report forming Part of the Annual Report, During the year no Changes had taken place in the constitution of the Board of Directors of the company.

AUDITORS

M/s. N.L.Upadhyaya, chartered Accountants, Mumbai, the Auditors of the company retires at the conclusion of this Annual General Meeting. They are eligible for reappointment and indicated their willingness to act as an Auditor, if appointed and the appointment shall be in the limits prescribed under the provision of the companies Act, 1956.

PARTICULARS OF EMPLOYEES

There was no employee in the company whose particulars are required to be furnished as per section 217(2A) of the companies Act, 1956, read with companies (Particulars of Employees) Rules, 1975 as amended upto date.

CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNING/OUT GO.

The operations of the company are not enery-intensive. However adequate measures have been taken to reduce energy consumption by using energy efficient computers and equipments with the latest technologies. your company constantly evaluates new technologies and invests in them to make its infrastructure more energy- efficient currently your company use.

During the year under review the company has no foreign exchange earnings and outgo.

DIRECTORS' RESPONSIBILITY STATEMENT

Your Directors hereby report that:

(a) In the preparation of annual accounts, the applicable accounting standards have been followed;

(b) Appropriated accounting policies have been selected and applied consistently and judgments and estimates made that are responsibele and prudent so as to give true and fair view of the state of affairs of the company at the end of the financial year ended 31st March 2011;

(c) Proper and sufficient care has been taken for the maintenance of adequate accounting records in accordance with the provisions of the companies Act, 1956, for safeguarding the assets of the company and for preventing and detecting fraud and other irregularities;

(d) Annual accounts have been prepared on a going concern basis.

CORPORATE GOVERNANCE AND COMPLIANCE

A report on corporate governance along with Management Discussion and Analysis is annexed to this report as Annexure. Certificate from Statutory Auditors with regards to the compliance of the corporate governance, as stipulated in clause 49 of the Listing Agreement, by the company is annexed to this report.

The company has fully complied with all mandatory requirements prescribed under clause 49 of the listing agreement, In addition, the company has also implemented some of the non mandatory provisions of clause 49.

ACKNOWLEDGEMENT

The Board of Directors take the opportunity to thank the Bankers and Government for the Co-operations and support by them from time to time in the operation of the company during the year. The Board also place on record its deep appreciation for the contribution made by the employees at all levels.

Place : Mumbai By Order of the Board

Date : 05-08-20011 For Highland Industies Ltd. SD/- (Nimish Thakore) Chairman

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Mar 31, 2010

The Directors are pleased to present the Annual Report of the Company together with the Audited Financial Statements for the year ended 31st March, 2010.

SUMMARISED FINANCIAL RESULTS:

(Rs.)

Year ended Year ended 31.3.2010 31.3.2009

Income 918,928,891 717,987,001

Other Income 2,281,946 3,664,292

Total Expenditure 917,213,932 717,967,304

Profit before depreciation interest and tax 2,761,905 3,683,989

Balance brought forward from previous year (11,410,056) (14,714,045)

OPERATIONS

The operation of the company during the year under review have been upto the desired level. The total turnover of the company increased but the margins were very thin.

THE YEAR UNDER REVIEW

Your Companys key businesses have reported an encouraging performance for the year ended 31st March 2010..

AUDITORS REPORT

The Auditors have not made any qualification to the financial statement, in their reports or relevant notes on accounts, which are self explanatory and do not call for any comments under section 217 (3) of the companies Act, 1956.

PARTICULARS REGARDING CONSERVATION OF ENERGY, TECHNOLOGY ABSORPTION AND FOREIGN EXCHANGE EARNINGS AND OUTGO

A. CONSERVATION OF ENERGY:

- Energy Conservation measures taken: Adequate Steps has been taken for energy Conservation.

- Additional Investments and Proposals, if any, being implemented for implemented for reduction of consumption of energy : On a periodic basis necessary corrective steps have been taken for replacement of old equipments.

- Impact of the measures as above for reduction of energy consumption and consequential impact on the cost of production of goods : Marginally there is a saving in the cost of production of goods

- Total energy consumption per unit of production : Not Identifiable

B. TECHNOLOGY ABSORTION: Not Applicable

C. FOREIGN EXCHANGE EARNING AND OUTGO

Total foreign exchange used and earned:- Not Applicable

FIXED DEPOSITS

As on 31.03.2010, the company held no deposit in any form from anyone. There was no deposit held by the company as on 31.03.2010, which was overdue or unclaimed by the depositors. For the present the broad of directors have resolved not to accept any deposits from public, shareholders and others.

DIRECTORS

Mr. Nimish Thakore - Director liable to retire by rotation and being eligible offer himself for re-appointment.

DIVIDEND

In view of the carry forward losses incurred in the earlier years, the board regrets its inability to declare any dividend for the year under review.

AUDITORS

The retiring Auditors M/s. N.L. Upadhyaya & Co.- Chartered Accountants, Mumbai, have been appointed to hold office till the conclusion of the next Annual General Meeting. They have furnished a certificate to the effect that the proposed re-appointment, is in accordance with the limits specified U/s. 224(1 B) of the Companies Act, 1956.

INVESTOR COMPLAINTS AND COMPLIANCE

The company has appointed Mr. Sandeep Sheth- as the compliance officer in pursuance of directions given by the securities and exchange board of India and Bombay stock exchange ltd., the company received no complaints since the holding of last annual general meeting till date.

PERSONNEL

The information pursuant to section 217 (2A) of the companies Act, 1956 and rules framed there under there was no employee falling under the category, hence no statement/particulars of employees, have been annexed to this report.

HUMAN RESOURCES

Your Directors would like to place on record their deep appreciation of all employees for rendering quality services to every constituent of the company.

DIRECTORS RESPONSIBILITY STATFMENT

Pursuant to the requirement under section 217(2AA) of the Companies Act, 1956, with respect to Directors Responsibility Statement, it is hereby confirmed:

(i) That in the preparation of the accounts for the financial year ended 31st March, 2010, the applicable accounting standards have been followed along with proper explanation relating to material departures;

(ii) That the Directors have selected such accounting policies and applied them consistently and made judgments and estimates that were reasonable and prudent so as to give a true and fair view of the state of affairs of the Company at the end of the financial year and of the profit and loss of the Company for the year under review;

(iii) That the Directors have taken proper and sufficient care for the maintenance of adequate accounting records in accordance with the provisions of the Companies Act, 1956 for safeguarding the assets of the Company and for preventing and detecting fraud and other irregularities;

(iv) That the Directors have prepared the accounts for the financial year ended 31st March 2010 on a going concern basis.

ACKNOWLEDGEMENTS

The Directors place on record their appreciation for co-operation and support extended by the Government, Banks, Shareholders, and customers for their continued support extended to the company at all times.

The Directors further express their deep appreciation to all employees for commendable teamwork, high degree of professionalism and enthusiastic effort displayed by them during the year

FOR AND ON BEHALF OF THE BOARD DIRECTORS.

Nimish Thakore Kunal Dholakia

CHAIRMAN DIRECTOR

Place: Mumbai Dated: 02.08.2010